Eye of The Beholder
by Fallendarkangel13
Summary: What happen's when the fairy tale Beauty and the Beast gets teenage modren twist.  Beauty is music head stuck in her headphones and the Beast is stuck up jock.  They say love is in the eyes of the beholder can these find love or will they be doomed.
1. Cursed

Chapter I

Cursed

So it's been like forever since I have written a fan fic, but after Once a Upon Time I got back in the writing mood and my writer's block died. This based off one of my classic disney movies Beauty and the Beast, plus it has little of the folklore that went with before it got made for kids. I don't own anything Disney since ABC is Disney. i just screwing with lives.

The full moons light casted upon marble castle that was over ran by weeds, and ivy. And iron rote gate kept the whatever inside in, and the cold outside world out. A cloaked woman that was standing the freezing rain gazed upon the castle in awe, and fright. Taking a deep breath she slipped through the gate with ease. The moon soon fell victim to the castle as she walked closer to it massive doors. Alone, and fearful in the dark, she knocked on the rotted wooden door. Creaking open by itself she strolled into the foyer. Candle lights gleamed as she walked by.

"Hello," she called out into the darkness. An echo sounded through the room. "I am sorry to barge in like this. I have managed to get myself lost in the cold pouring rain. All I ask is a room for the night, and then I shall make my way at dawn."

The echo faded, and she could feel the hair on the back of her neck stand. Going past the stair cases a gust of wind breezed by her. A low growled sounded from behind her. Turning quickly to see nothing there she continued on. A door knob she walked into made her jump. When she gazed upon the faded gold, she sighed, and laughed to herself. Opening it, and going in, more candles showed her the lined book shelves.

"Amazing," she breathed.

Then the door slammed, the room grew cold, and the wind blew most of the candles out. The only light I the room was that of a sky light that allowed only parcel moon to glow enough to form a circle upon the marble floor. A shadow loomed encasing the girl where she stood. "How dare you trespass into my domain," it growled.

"I am sorry, but I just want a room for the night."

"What makes you think I should give it to you?"

"Cause, I mean you not harm."

"Harm," the thing yelled. "That is what the last woman said, and I am reduced to nothing. Besides, no one ever wants to stay after they see the thing in the shadows."

"Then instead of hiding in the dark like scared little child come out and face me," she demanded.

A paw came into the light causing the woman to cringe back as she gazed upon the furry, ten foot tall beast. It wore a single cloak, and pants. "This is what I have become thanks to woman meaning me no harm."

Fright was replaced by anger as the woman shouted, "Your nothing more than a cynical pig. I would rather drown in the rain than be any where near you." She rearranged her cloak and left the beast to feel pain of his heartbreaking. Up the flight of stairs and in his chamber a single rose encased in glass lost a petal.


	2. Bullied

Chapter II

Bullied

Emma Swan drove her yellow VW down the main street of Storybrooke Maine. She had received a call from the Police station for her first job after she took the job becoming Deputy Sheriff. It was simple a public disturbance down at the music store. She parked her car and headed in astounded to see a nice building. Gazing upon the sigh she read the store name. Entering Pan's Flute Emma saw a teenager behind the contour with headphones and lip syncing. Emma tapped the girl on the shoulder. She jumped at the touch and then turned a shade of red.

"I'm Deputy Swan here to investigate a disturbance in this part of town."

"Oh," she girls expression saddened. "Sorry, I was enjoying my time alone from my two sibling's. I guess I turned it up to loud."

"Well, I am here to give a warning, Miss-"

"Lilly Nightingale. Can you not tell the Mayor though she would stuff in the prison if she knew that I have illegal music."

"All I am here is to give quick warning, and a not to do it again," Emma assured.

"Thank you," she said gratefully. "Can I show you some music. It's not modern or heavy, but it works for this town."

Emma glanced down upon the contour to see a leather bound book. "What's this?"

"Oh, just book a finished. The main character really is intriguing for someone like me," Lilly answered softly.

"Do, you mind if I borrow it?" she inquired, once she saw the title.

"No, problem! Have good day."

Emma left the store to take the book the Henry. _Maybe, he like to read this one. I think Beauty and the Beast is fairy tale,_ she thought as she drove to the school.

Lilly began washing the window when a shiny black Jag came pulling along the road. Two girls jumped out of and strolled into the store. They were both dress in the finest clothes that Storybrooke owned. Diamond necklaces were worn around their necks. Their eyes were a blaze with fury as they saw their sister not taking notice of their presence. "Hey, loser, fix us dinner," one of them barked.

"Don't you think you have eaten enough today to feed a horse," Lilly muttered.

"Did she just insult us, Katy?"

"I think she just did, Catherine."

"Then maybe Lilly here needs taught a lesson," Katy said angry taking a baseball bat from the umbrella stand. Catherine grabbed the tiny girl from behind and Katy began to beat Lilly up with bat. Swing after swing the girl did not scream even when blood started oozing from a wound.

"This is not working," Catherine growled. "I have a better idea." She picked Lilly up and tossed her through the window. Glass shattered everywhere and Lilly laid on the sidewalk near blacking out she head two voices. The first one as her father.

"What the hell happened here?" he shouted.

The last one was Katy and Catherine saying innocently, "Lilly did it." Darkness surrounded her and Lilly was soon consumed in blood and obscurity.

The Mayor sat at her desk when the phone rang. She answered it to hear a doctor's voice. "We may have problem," he spoke with urgency.

"What?" she asked with acid in her voice.

"The Nightingale girl is downloading outside influences that may start causing some wheels to turn."

"Where is she now?"

"Unconscious in a hospital bed."

"Call me as soon as she wakes," the mayor demanded then hung up.


	3. Depression

Chapter III

Depression

I want to thanks for the awesome reviews. This is short chapter I know, but you get more back ground info. I hope you enjoy. I don't own anything of Disney.

In a village just beyond a mountain region, and near a dark forest that held nothing but evil, three girls watched their mother die. As she laid on her death bed, coughing in agony she gazed upon her three daughters. "I am sorry that I must leave you life early, Belle."

"It is okay, mother," the little one sobbed softly.

"Where are your sister's?" she coughed.

"In your jewelry."

"They can have it. Promise me though that you will remain the same happy girl I raised. No, matter what happens after I am gone that you must make the most of it and smile."

"I promise," Belle said a tear fell down her cheek.

"I love you, daughter," her mother, said with a dying smile. With one last gasping breath, her hand fell limp, and her chest moved no more. Bella laid her head beside the body and cried her eyes out knowing that her mother was at peace while she would still suffer in Fairytale land.

A few hours later her farther forced Belle to go to the town to distract while he buried her mother. Red rings were under her eyes as the town 's folks gazed upon her sadness. The book store her only sanctuary was closed making her regret living under the blue sky. Traveling farther down the path into the dark, gloomy woods soon she realized that she was lost. Turning and pacing in a circle Bella hoped for the right path to reveal itself. Then a soft voice musical voice calmed her nerves. The scent of water, was behind a behind bush leading into a clearing. Pushing the leaves away Bella saw the thief Snow White singing with a couple birds.

Fearful, yet seemingly curious Belle back away though unsure what would happen if the thief were to find her watching. Taking a step back was mistake once a twig snapped. Snow White whipped around sword in hand. Belle dropped to her knees waiting for death to consume her. She could feel the blades edge upon her throat. Tension was in the air as she took in no air afraid that one wrong move may be her.

Snow White gazed upon the girl and felt remorse and withdrew her sword. "Get out of here," she demanded. "I will not kill anything that is a pitiful as you."

Standing up rage took place in her fear. "Well, excuse me for having to face my problems, instead of living a life of a lonely criminal."

Snow smirked amused, "Then if you hate the chains the consume your life. Do something about it."

Leaving the girl muttered, "I would rather live your life."


	4. Wonderous

i think I have an evil complex. Every time I look at doc I think how to torment these poor figures of my imagination. i hope you enjoy this chapter!

Chapter IV

Wondrous

Sitting in the waiting room to await for her father to sign the release paper's Mayor Miller came strolling through. Catching the doe eyes of Lilly, the Mayor's pace quickened. "I presume you find this all funny, Miss, Nightingale?"

"Then there must have been something I missed," she whispered grimly.

"Then since we are both laughing you will love this next surprise." Regina took out a paper. "It's for your disturbing the public's peace, and for doing illegal activities."

Taking the paper, Lilly was shock to find our what it was. "This a court order to do twenty four hours of community service"

"Indeed," the Mayor smirked. "And if I ever catch you listening to music that is not allowed in this town I will make life a living hell for you."

"Yes, ma'am," she sighed.

The next day at Storybrooke High Lilly sat on the bleacher's after school gazing upon the jocks, and her stupid sister's flirting with them. A sandy brown haired boy by the name Matthew grew bored the faulty acts of the two girls and went glancing around. His sight went to the bleachers and he locked his blue eyes with Lilly's. Quickly knowing that it was no longer safe to be at the school grounds she left to Mr. Gold's Pawn shop to begin her community service.

Upon entering Mr. Gold caught sight of the girl and that crooked smile became visible. "Ah, Miss. Nightingale you have arrived just in time. Today, I will have you dust off a few ancient items in the back room."

"Yes, sir," Lilly nodded, taking the feather duster. Passing the creepy puppets she felt as though they were calling for help. In the store room a she glanced around and placed the headphones on her ears. Cranking up the music she listened to a The Truth Beneath the Rose by Within Temptation.

The items of the in the room consisted of an old spinning wheel, a ship in a bottle that was covered in golden glitter, a pocket watch, and a sword that looked to be stuck in a boulder. None of that mattered though once Lilly's eyes saw the glass case with a ruby and emerald rose. The shiny object cause her to pause, and remove the music. Curiosity seemed to have her under it's spell as she was compelled to touch the rose. "Magnificent, piece is it not?" Mr. Gold's voice said in the darkness.

"Yes," she answered.

"I've been thinking about selling it for quite some time, for half price of course," he chuckled.

"I could never afford something like that," she sighed. "And even if I could I would not be able to keep it."

"I will make you a deal, if you work the rest of your punishment here, I will give it too," he offered.

"I would need to think about your offer," Lilly replied.

"Well, then you are free to go since your hour is up."

"Thank you," she leaving the store.

After Lilly left Mr. Gold took one look at the rose. "You are my little deal breaker."

Emma and Henry sat upon the wooden castle discussing the book. "Why are there no pictures?"

"You have use your imagination to see them," he explained.

"Oh, it's just looks like a bunch of words from here."

"Well, the book is interesting so far. I feel really bad for the girl Belle though. Losing her mother having to deal two evil stepsister's who hate her. The Prince got turn into a beast by an evil enchantress and now only has three years to find someone who can look past his fur, or he will remain a beast forever."

"So, the prince is more sympathetic character but is bitter by his aloneness," Emma interpreted.

"Pretty much. I'll keep reading, and get back to later. Mom will be home soon," Henry said then rushed off.

Sitting alone Emma thought to herself, _So, I need to find someone with depression issue's, and considerate yet unaware of himself._


	5. Made Of Stone

Chapter V

Made of Stone

So, I'm thinking not making the Beast not as much as a jerk in real world as I am in the fairy tale in itself. He is going to be little more pathetic in a way that reflects his true self. Then I'll just be mean and make him a douche bag like most guys when his jerky friends are around. Plus, I have massive plot twist coming in a few chapters. My boyfriend was right I do have an evil complex, but I guess is one reason's he loves me.

In deepest regions of the dark forest the prince sat in his throne listening to his advisor. "My prince, I think that it is time you start looking for a queen."

"I'll pass," he grunted. "She would only hold me back."

Frustration was clear in the Enchantress' face, but she hid it with soothing words. "However, milord she will give you an heir."

"An heir? You mean some idiotic man whom has not a clue of how to rule over his servants with an iron fist."

Rubbing her temples in the cover of the shadows she continued to persuade the young arrogant prince. "Then how else do you propose to let you legacy live on without some on who can run with?"

"My throne, treasure, and servants shall die here."

"Then let us forget about looking for a queen. What if you courted with someone you knew and have come to known as your own personal Queen?"

Wheels turned in the prince's head. "Are you saying that you want to conceive my heir?"

"Yes milord." She waited for his responds.

He laughed, "You are joking right? I would never share the sheets with anyone whom has raised like her son."

Offended, hurt, and betrayed the Enchantress lashed out of the shadows, and threatened the prince. "Look here you little good for nothing runt. I may have raised you, but that mean you have the right be ungrateful. I can slit your throat and destroy your castle without even batting an eyelash."

"You would never hurt me, you have grown soft," the prince challenged. "Plus, you have not been around the evil in so long that I doubt you can do anything."

Backing up the Enchantress smirked. "You are right, I can not kill you. However, I will punish you far beyond death."

"I dare you," the prince sneered.

"Milord," the head maid said. "I have finished the cleaning, and I will be retiring to my quarters."

"Off with you then."

"I think not," murmured the Enchantress snapping her fingers. As the maid walked away she stopped dead in her tracks. Frozen in place the maid turned to stone.

"What did you do, you bitch?" the prince shrieked.

"The same thing that I will be doing to the rest of your servants. Turning them to stone, and then you be begging for mercy. With a gust of cold wind she was gone.

So, there you have it my take on how the Beast came into play. Hope you all like it and can review or do whatever what you feel like doing. Oh, I came up with the chapter idea by doing one my most basic interest listening to music on shuffle. The funny thing that makes me laugh though was that during the writing process I had Made of Stone by Evanescence pounding though my ears.


	6. Antimony

So it has been like forever since I have updated, but the next chapter is where everything begins. Plus, I don't want the next Sunday since they are doing a Beauty and the Beast episode. I got ripped off.

Chapter VI

Antimony

Matthew strolled through the door to be greeted by his legal guardian Mira. "Matthew, how was practice?"

"Fencing was okay, it would help if I didn't have a fan club though," he sighed.

"A fan club," she mused. "Any of the girls cute?"

"Just one that isn't in it," he muttered.

"What was that darling?"

"Nothing," he waved off his comment.

"Is one of them good enough to take to the annual Storybrooke Ball?"

"Maybe," he replied. "Mira, after dinner do you care if I run down to Pan's Flute?"

"Sure, honey, anything for my little prince."

After dinner Matt made his stroll down to the music shop. Turning the corner too quickly he ran into Mr. Gold. "I'm sorry, sir I shouldn't have been running."

"It is okay, my boy. I would to love to know though where you are going in such a hurry," Mr. Gold said brushing himself off.

"To Pan's Flute."

"Perfect, in apology for running me over you can deliver a message."

"Whatever, it is sir I'll do."

"That's my boy! I need you to deliver a message to Lilly Nightingale that she does not have to do community work for me tonight."

"Yes, sir!" Matthew replied and left on his merry way.

Watching the boy run down the sidewalk Mr. Gold shook his head. "This one might be one of the easier ones."

The store was quite as always, expect for the chatter of the step sister's that Lilly must endure everyday. Rage swept over as she tried to fix her broken laptop. "Don't you two have anything better to do than torment me?" she growled.

Catherine and Katy, gave each other. "Yes, that is our job to make the weak suffer," Catherine answered in a smart ass tone.

"And besides what are you going to about it, loser?" Katy asked backing her sister up.

"Tell you both you to stick it."

"Then I guess we have to teach you some manner's," Catherine smirked.

Before the two could advance Matthew came in, "Are you guys still open?"

Katy's eyes grew bright with affection. "We'll get back to get you later," she whispered. "Of course we are."

"First though, which one of you is Lilly?"

In hope that it was the invitation to the Storybrooke Ball. "I am," Catherine lied.

Not knowing that it was lie he said what was needed to be said. "Mr. Gold said you do not have to come to his place tonight."

"Anything else?"

"Nope, but I like some music."

"Then you have come to the perfect place," Katy smirked like a stupid lust filled teen.

At that moment Lilly left out the back knowing that it was not her place to be. Alone, she decided to get a hotel room for the night. "I am so sorry, but we don't room criminals," Granny said remorsefully.

"Thanks," she sighed.

As she walked down the sidewalk more depressed than ever Lilly then went to the one place where is she could feel at peace. Resting her head on the back of her mother's tombstone she talked to the empty wind. "I am trying to find happiness, but it is hard. I know that it was last request, but I am at a loss. I could really use some guidance right now. What should I do?"

Stopping for an answer a males voice could be heard just behind her. "Farther, I don't know however you found mother must have been by fate, for I can't find a single girl who can see me for me. All they want is my fine looks. Plus, that music store sucks. Nothing good in there."

"Do you always talk to gravestones?" she asked, not revealing her spot.

"Who said that?" Matthew asked fear stricken. Slowly he walked towards the voice and was shocked by what he saw coming up from the ground.

Raising form the ground Lilly gazed the jock and rolled her eyes. "I did though," she said keeping her composer.

He sighed with relief knowing he wasn't losing it. Then was struck with curiosity. "I don't see other people here, expect for mayor sometimes. So, why are you here?"

"It's calming here, despite it's inner sadness. The dead can sometimes reveal more than the living, plus they don't judge."

"Oh, I guess that is good enough reason to hang around dead people. Do you go to school around here?" he asked in attempt to place her.

"Yes," she nodded.

"Oh, great! My name is-"

Lilly cut him by placing a finger to his lips. "Sometimes not knowing someone's name is the best intro of all. To place a name with your face and personality would cause me to judge."

Unsure what to think Matthew decided to go with it. "I don't understand your logic, but I'll play."

Relaxed by the fact he played Lilly smiled. "So, what are doing here on a school night?"

"Visiting my father. You?"

"Mother," she answered.

Gazing upon the girl behind the gravestone he smiled realizing that she wasn't fawning over him like the others did. Maybe there was hope for finding someone he could trust after all. "You ever been to Pan's Flute?"

"No," she lied. "I heard they have nothing decent there."

"Agreed, I want something hardcore," Matthew pondered.

"I have something you might like," Lilly offered.

"Really?"

"Of course!" Pulling out her contraband Ipod she scowled through her song list. "Guy or girl singing?"

"Guy."

"Okay, this is Never Enough by Five Finger Death Punch."

"Sounds awesome!"

Before she could hit the play button a voice called over from the gravestones. "Dude there you are, couch wants you back now."

"Chad," Matthew yelled. "That's my buddy Chad, he great at archery."

Catching sight of Lilly, Chad raised his brow. "Dude why are hanging around this loser. Don't you know that this is-"

"I don't want to know Chad might make me judge before I get to know what a loser she might be."

Frowning slightly she sighed.

"Then lets go, dude!"

"I'm coming." Chad dashed off, with one last glance Matthew added to Lilly. "I'll see you tomorrow right here. What time is free for you?"

"Six," she smiled with hope.

"Awesome, six it is then," he said before dashing off.

With the jock out of sight, it began to rain, and all Lilly could to think about was the stupid grin she had. Looking at her mother tombstone one more time she sighed again. "He called me a loser though, what kind of torment are you playing at," she laughed before going home happy that she didn't have community service.


	7. Hidden Hope

Chapter VII

Hidden Hope

On a role and I feel another chapter coming so, enjoy this one. There is some stuff from Chapter one just for a recap. I own nothing wish I did though.

"Go be useful, Belle get us some food," Alesana barked.

"You have two legs that aren't broken," Bella snapped.

"Are you trying to take a stand ?" Ambrosia said smugly

"What you two going to about it?" Bella asked remembering how Snow White could have killed her.

"Well, Belle my dear," Alesana hissed. "There is two of us and one of you."

Withdrawing a sword hidden under her robe Belle was read to finally do something about her abusive stepsister's. "I have had enough of you two buffoon's not being able to do anything. If you come after me, I'll take you both down with me."

A wicked smirk crossed Ambrosia lips, "Come on then, if you have the malice to do so," she taunted.

Ready for the make move Belle held out her sword to strike. Alesana pounced first, but tripped over the rug. Belle placed the heel of her shoe on her chest. Then the door swing opened and their father stared in horror and shock. "What is going on?" he questioned angrily.

"Belle was trying to kill us, Ambrosia shouted with fake fear.

"Leave now and never come back," her father yelled.

"Fine, I will," she yelled slamming the door.

Walking out into the sun light morning Belle made her way to the forest in hopes of finding a meal, and shelter until her father begged for her to come back. Passing the town square the folks were all gather around cheering. Belle went over to see a young man about her age shouting birds in the sky. "Can you believe he use to be a peasant," a girl swoon.

"Now he is handsome, and sporting," another gushed.

"Out of the way heathens," the voice Alesana barked. The hopeless girls move to her order's. With the risk of getting recognized Belle threw her hood up. "Gaston, is mine."

The black haired, athletic boy looked around at his adoring crowd with a smile. In the purple cloak though the brunette caught his eye. Placing his bow and arrows' back in there quiver, he strolled over to the girl. "May I get the name of the woman who has now stolen my heart."

Thinking it was here she introduced herself. "I'm Alesa-"

"Not you," Gaston interrupted. "You," he requested grabbing the hood.

"No, really, she is better choice," Belle said in hopes of convincing him otherwise.

"Nonsense, I want to see under the veil."

"I'm sorry, but your too good for me," Bella said sadly and rushed off. Hoping he did not follow her, Belle took off her hood. Relaxing after her sprint in the woods, a voice laughed sinisterly.

Looking around she saw no one, thinking it was nothing but the wind she shrugged. The sight of a man caused her to fall back to the dry ground. He hung from a tree branch. "Having men trouble, my dear," he cackled.

"That is no of your concern."

"Oh, but it is. I just want make everyone happy, and you sweetie are as unhappy as they come."

"Happiness come with price," she muttered

"That is not always true, that handsome young gent is happy," the man said coming down. "I can make all your dreams come true. Love, wealth, fame, a kingdom-"

"And the catch? Magic come with a price even worse than happiness."

"Ah, yes, I do have a price. Your name means beauty, and could put Snow White out of her place, once you reach age. You are not baring, so-" Taking her hood off Rumplestilskin stroked her hair, I would love to have lock of this. So what do you desire?"

Cringing away she thought now was as good as time as ever to press her luck for the day. "Nothing, I will do what I desire on my own."

"Well, aren't you just no fun, but every one gives into their desires For you I shall wait."

Leaving the strange man, Belle went deeper into the forest, and it began to rain. "Great," she mumbled. "Now, I'm wet, starving, and hopeless." Sighing she continued on in hope's of a cabin. Trudging in the rain, an iron wrought gate caught her gaze. Slipping though the bars, walked along the path. Stone statues that looked to be almost crying under the rain made Belle feel uneasy.

The partially terminate eaten door was unwelcoming, but shelter from the cold wet weather meant more to her than fear. Knocking on the door, she received no answer. Figuring no one home, she walked in, but to her surprise the door opened by itself .

"Hello," she called out into the darkness. An echo sounded through the room. "I am sorry to barge in like this. I have managed to get myself lost in the cold pouring rain. All I ask is a room for the night, and then I shall make my way at dawn."

The echo faded, and she could feel the hair on the back of her neck stand. Going past the stair cases a gust of wind breezed by her. A low growled sounded from behind her. Turning quickly to see nothing there she continued on. A door knob she walked into made her jump. When she gazed upon the faded gold, she sighed, and laughed to herself. Opening it, and going in, more candles showed her the lined book shelves.

"Amazing," Belle breathed.

Then the door slammed, the room grew cold, and the wind blew most of the candles out. The only light I the room was that of a sky light that allowed only parcel moon to glow enough to form a circle upon the marble floor. A shadow loomed encasing the girl where she stood. "How dare you trespass into my domain," it growled.

"I am sorry, but I just want a room for the night."

"What makes you think I should give it to you?"

"Cause, I mean you not harm."

"Harm," the thing yelled. "That is what the last woman said, and I am reduced to nothing. Besides, no one ever wants to stay after they see the thing in the shadows."

"Then instead of hiding in the dark like scared little child come out and face me," she demanded. The concealed sword was still under her cloak, and she was ready to draw it.

A paw came into the light causing the woman to cringe back as she gazed upon the furry, ten foot tall beast. It wore a single cloak, and pants. "This is what I have become thanks to woman meaning me no harm."

Fright was replaced by anger as the woman shouted, "Your nothing more than a cynical pig. I would rather drown in the rain than be any where near you." She rearranged her cloak and left the beast to feel pain of his heartbreaking. Up the flight of stairs and in his chamber a single rose encased in glass lost a petal.

The best roared with sorrow.

The rain had grown heavier, and the wind, bit at Belle's skin. Feeling remorse for the creature she sighed, and braved back in. The Beast gazed upon the girl and near unexciting hope flooded him. "I'll stay, despite your horrid nature, but you need to learn some manners, and respect for woman. Even though one damned you doesn't mean I will."

"One night and that is it," the Beast confirmed.

"Yes, then I shall be gone, and you will never see me again," she replied with a light optimistic smile.

"Then let me show to the room," he grunted. Grabbing a candle stick he caught a glimpse of the beauty behind the cloak. A chill went down his spine as she gazed upon him though brown eyes.

Following the beast Belle had a question form upon her dry tongue. "I did not catch your name," she said in attempt to make the silence die.

"Just call me Beast."

"I' m Belle."

"If you are staying the night then keep out of the west wing," he informed her going up the east wing staircase."

"Why can I not-"

"Cause it is forbidden," he shouted in a roar.

Cringing back she whispered and apology.

The Beast stopped, "Here you are."

Belle nodded her head and headed in. "Thank you for your kindness."

"If you would like to you can join me for dinner," he grunted in means of redeeming his earlier out lash.

"I shall think about it," she bowed, as the door shut. Grabbing a hold of the sheet she shook them to uncover the blanket of dust. Belle sighed, blew a piece of hair from her face, and feel back upon the bed. Soon darkness became her shroud as sleep took her under.

Outside in the garden of stone a statue began to crack.

There you have


	8. Grave Romance

Chapter VIII

Grave Romance

So, I am doing a little foreshadowing of an another Once Upon Time fan fic. I know Alice in Wonderland is a bit over done, but I'm dieing to put my own insane twist to it. As always I own nothing, and review if you like. Oh the cat that mentioned is a tribute my cat Midnight who looks like a fruit bat.

Under the bleacher's of Story Brooke High Lilly and her friend Alicia sat watching the jocks. Alicia worked with her mother at the pet store where she loved white rabbits. "So, you still stuck with that community service crap that Madam Mayor has you doing?"

"Yes, Mr. Gold gave me two hours to work today. I just hope I get done by six," she told her musing the last sentence.

"Why six?" Alicia asked suspiciously.

"Dinner," she lied.

"Tomorrow, you see come to the pet store for some hour's, since mom loves you."

"Epic, it will be great to see that kitten looks like a fruit bat," she joked.

"Leave her alone, I think it's cute," Alicia said defensively defended.

"I like Midnight too, I just have to laugh that she has pointy ear's that are huge." A ball came flying over and hit Lilly on the head. "Son of bitch," she muttered.

Rushing over, Matthew went to pick up the ball. "I'm like so sorry, I had no idea people actually-" He stopped mid sentence as soon as he saw the brown eyed brunette. "Hey, you we're that girl-"

"Let's go, Alicia," Lilly interrupted. "It is starting to smell like jerk here." Grabbing her friends hand she towed her to the street.

"So, we're skipping the rest of the day?" Alicia asked wickedly.

"Yes. We just need to ditch these uniforms first."

"Agreed, my mom shouldn't be home yet. So, we can-" Her mind finally caught up with her, and she had to ask. "How come it seemed like Matthew knew you? I thought we were avoiding the in crowd."

"Maybe he has seen me at the store," she lied. As mush as she was hoping that Matthew was a decent guy, she hated lying to her friend. "Now, lets go skip some school!"

"You are a horrible influence," Alicia said, hooking her arm through the others.

As the two walked down the sidewalk Emma Swan was making her rounds when she spotted the two still in uniform. _The school hasn't let out_, she thought to herself glancing at the clock. She sighed figuring the mayor would have her ass if she didn't give them a warning. Turing the siren on she speed down the road with moderate.

"Oh, crap it's the cop," Lilly sighed. "You leave, I don't want you to get in trouble."

"You sure?" Alicia asked solemnly.

"Yeah," she answered as Sheriff Swan got closer.

Kissing Lilly's cheek she whispered, "Thanks."

"No, problem," Lilly said, as she watched her friend make a brake for it. The car stopped and officer got out. "Sheriff Swan," Lilly acknowledged.

"What are doing out of school this early?"

"Taking a walk," she answered sarcastically.

"And your name is? Also where is your pal?"

"Lilly Nightingale, you came over to the music store to warn about my music. I'll take full blame.

"Oh, and now you have community service. Plus that is very noble of you to take the punishment for a friend," Emma realized. "Okay, here is what I'll do. You stay in school from now, and I won't toss you in the slammer."

"Sure, but your kindness could be a weakness in the mayor's eyes."

"I know," Emma sighed. "Oh, and here is your book by the way," Emma added handing over the leather bound novel.

"Thanks, I hope you enjoyed it," she said taking it graciously.

"Now, get going, but I don't want to you wandering the street before three again," Emma said sternly.

"I promise," Lilly said leaving.

With nowhere else to for a half and hour she decided to hide out in the graveyard. The was short and the tombstones where just in view when she saw the mayor speeding down the dirt road. Ducking under the bushes Lilly had a horrible feeling that someone was to end up suffering.

The mayor was with her secretary Mira. "So, have your little man has been seen with a girl here?"

"No, what else have you heard?" she asked hiding her excitement.

"That they are meeting here today. You know that this can't happen cause he gets the idea of love in his head heartbreak come after it. So I ask you what are you going to do?"

"I will stop this nonsense." The two left and a sadness swept over Lilly as she rushed off towards Mr. Gold's.

Getting around the corner Alicia caught her by surprise. "Hey, what did the copper say?"

"I just got a warning," she sighed.

"What's up you seem sad?" she asked with concern.

"Nothing just tired. The clock chimed three and Mr. Gold was looking out the door. Giving her friend a quick hug, she opened the door. "I'll see you tomorrow."

"Yep, I'll be by to walk with you to school."

Watching Alicia walk away, Lilly rushed into the store. Two hours later after the grueling work she made a dash for the exit. Before she left Lilly glanced over at Mr. Gold. "I'll be a the pet shop tomorrow, so you won't have to worry."

"So that does mean you don't want the glass rose I promised if you work here for all of your service?" he asked smirking.

He was taunting her underneath that smirk. "I'll have to pass material things hardly play a role that human contact make up for." Leaving she thought about the statement she just said. Wondering where that came from she concluded she was listening to, too much power metal.

The clock chimed five forty making her realize that Mr. Gold kept her over. The road was clear, but she was still paranoid that the Madam Mayor would be lurking she booked it to the graveyard. Astounding Matthew was waiting there early. He waved as soon as he caught sight of her. A light smile formed on her lips. "You came," he said nodding.

Lilly saw a light smile on his expression also. "Yeah, I promise you music, and I came with some epic goods!"

"Before we begin listening I have a quick question."

"I'm sorry for eerier, but I thought it would be better if people don't know we're talking."

"Damn," he breathed you are quick on the uptake. "But I have to agree, not of social reason's though."

"Really?"

"Yes, it is more because my friends are mainly jerks, and it seems nice to talk to someone with real intelligence."

Overwhelmed, and enlighten by his answer, Lilly surprised both of them by hugging him. Tripping over a stick the two fell to the ground, and both their faces blushed. Getting off Lilly brushed her hair over her flushed face. "Sorry, that has never happened before."

"Um, how about that music?" her asked in an almost squeak.

"Yes," she answered, turning the iPod on. Music filled the air but when she realized it the wrong play list she went to change it to only have her hand snatched.

"Don't turn it, it sounds interesting. Who is this?"

"Valora's I've Waited For You."

"I like it!"

The words of a defense remark that formed on her tongue faded as well as the conversation. The song seemed to have evaporated all the sadness Lilly had earlier. She began to feel happiness and warmth that she thought was long gone ever since the death of the mother. Life was beginning to make sense to her and she loved it.

Matthew glanced at the brunette from out of the corner of his eye. He could have a real conversation with someone without getting a stupid remark or gushing. The hug though was what really confused him and despite it being an accident he still wished it lasted longer. The two though didn't admit how they felt, but instead hide it and continue with the music


	9. Tempting The Heart

Yay, update in like forever. So, a few thinks to say real quick before I hopefully don't let my reader's down. Okay, first off I want to answer Sarah1281's question. It was late, I just wanted to post this story, and I just picked character that sounded good. Really I had no idea that they were going to make a Beauty and the Beast Episode. Next thing is the reason I haven't been updating is not cause I'm giving up with this story, which I refuse to do. I've been working on a story, that I would love to get published. Well, that is enough with what I have to say, so I hope you enjoy, my rendition of a villain update.

Chapter IX

Tempting the Heart

The Evil Queen sat upon her throne pondering her plans on how to get rid of that wretched Snow White. A door creaked and another one of her pawns made a wicked smile appear upon her sinister face. "Ah, Evangeline, how is my dark Enchantress doing?"

"Wonderful, if all goes to plan," she muttered unhappily.

"Is your plan for taking over Philips Kingdom not working?" the Queen inquired, with a hint of anger.

"Well, I turned him into a beast, and I am making him live the rest of his life in solitude. That is unless he agrees to let me bear his child."

The Queen pondered the plan the Enchantress' had concocted. "It is a bit unorthodox, but I love it nonetheless. How much longer does he have?"

"When the last petal of the enchanted rose falls. If he does not find true love he will be forsaken forever," she chuckled coolly.

"So, what would happen if he does agree to let you bear his child?"

"I kill him," Evangeline replied instantly.

"One lat thing," the Queen smirked darkly. "How sure are you no one will love him?"

The quire made Evangeline contemplate her answer careful for fear of death was on the plate. "Well, if I do not succeed you can have my heart, and magic."

"I will take your offer."

"Until then My Queen," Evangeline said before bowing and leaving.

Picking up the enchanted mirror, "Mirror, mirror, on the wall, show the beast that should fall." The mirror showed her a strange clean room, the beast and a brunette talking at a table. She laughed wickedly, "I hope you can turn the little pest to the dark side or your heart shall be mine."

In the pub Gaston sat drinking beer. His new adorer's gushed over his sudden change. "Oh, Gaston, you have to come to my place to meet my father," Alesana said in hoped of getting the handsome man.

Drunk and tired of the woman gushing over him he went to the dark corner. "Are you not having fun, sir?" a sinister chuckle asked.

"Be gone you fiend," he Gaston sneered.

"Is there a problem, My lord?" Rumplistilkine pried.

"Yes," he growled. "The deal was to make me resistible to woman."

"You are, they seem to be fawning over you and your new found appearance."

"Not all of them, one passed me by, and now I must know her name and motive."

He thought about who would dare pass up on the offer to fall in love with the most handsome man in town. Then his wicked smile grew bigger. "Oh, that is Belle she is seems not to be interested in what lies on the outside."

"What does that mean?" Gaston asked perplexed.

"Beauty is only skin deep, and you may look like a ripe fine man, you still behave like a self pig farmer."

"Then I find her and prove I have changed from my selfishness," Gaston swore drawing his blade, and left the bar.

"Good luck with that," he said before disappearing.


	10. Frozen

Yay chapter 10 is done. Plus, I just posted the first two chapter of my other story of FictionPress. I hope this is enjoyed.

Chapter X

Frozen

Waking from the deepest slumber Belle ever had she glanced around the room to see if the Beast, and the castle were nothing more then a mere dream. To her relief and displeasure it was not. She sighed as something else caught her attention the massive amount of cobwebs and dusted. Getting off the bed, the brunette jumped back up in fright as the tail of a mouse scurried across the floor. "Silly little creature scared me," she laughed at herself.

With no other animals in sight she made a dash for the door. Strolling down the stairs as cold breeze of wind gave a sudden uneasy feeling. The rain had stopped and sun light flooded the stain glass window. The Beast was no where in sight. Belle felt a strange remorse something she had not felt in what seemed like ages. Her cloak laid resting on the coat hook, and as she promised she was going to leave. Walking out the door, the sun was out giving the place a more tranquil hue, than opposed to it's gloomy contour part from just lat night.

Strolling down the pebbled way, she took notice the strange yet, alluring statues'. They were different people, the only thing that was the same about them was the horrified stances of pain. It was enough to send a chill down her spine. However, as much as she wanted to run while the chance was still optional, she felt a sudden curiosity to know why. Reaching up towards the frozen figures a growl caught her by surprise.

The Beast came from the shadows of the Belle was nearing touching. "What a are you doing here," he rumbled.

Now in the light of day, Belle gazed upon the dark brown fur of the Beast. He may have had a menacing stance to his position, but his light blue eyes showed only sadness. "I was just going on my way, when I noticed," she gulped not in fear, but to look for the right words. "Your lovely garden."

"Lovely," he muttered the foreign word. "You find this lovely, this curse," he roared. The Beast raised his claw to swipe what ever was near him, when he realized the closet thing that was near was the girl.

Backing away, Bella saw the rage of her wrong word choice in the Beast's stance. "I shall get going," she said quickly. As she began to make her way the clawed paw grabbed her arm. "I'm leaving like you told me to, what more-" she began to ask when the glimpse of pain in the Beast eyes cause her to stop.

The Beast had formed the words on his tongue, but had no idea how to say them. "I'm sor- sorry." Then let her arm go.

"It is, okay," Belle replied. "I've gotten use to not being wanted around."

Feeling a strange sense of remorse the Beast watched her leave. In the spur of the moment he said, "If you would like, you can stay for a few more day."

Belle turned to see if was serious. "Really," she asked, trying to hide her joy.

"The castle is big enough, and it can get lonely sometimes."

As Belle walked by him, she glanced up at him and replied. "I'll stay, if you learn to control your temper." Walking back towards the castle Belle felt a glimmer of hope that she hoped would last. Glancing out of the corner of her eye, Belle could see the Beast looking off into the distance with a sad expression. Frowning slightly there was something that the Beast was hiding. Yet it seemed his frozen state of mind and heart was warming up to the brunette.


	11. Mistress Of The Wind

Okay, this chapter is going to start a little plot twist or two. As always, review if you like, and hope it is enjoyed.

Chapter XI

Mistress Of The Wind

A week went by, since the jock and the outcast started hanging out, and it had been the best week ever. Lilly got up early and went to Granny's. Her favorite day of the week was finally here: causal Friday. Not having to wear that stupid skirt and blouse was the best thing ever. Wearing her System Divide shirt, a simple pair of black jeans, and her converse that she got off the black market. Madame Mayor would kill her or worse more community service. She had only this week and she would be done. Sitting in the back Ruby brought back a hot chocolate. Five minutes a woman too the empty seat in the booth across from Lilly.

The mayor's secretary watched the brunette lip sing to an unknown song she could hear from her spot.

You!  
>Flying above<br>Spreading the trammels of love  
>Hear my command<br>You get away from this land  
>Cause now I know all your tricks<br>I've learned all your hexes  
>I master your game<br>I conjure your name  
>Right now<br>When I say

Vin ielele  
>And It happens again like before<br>Right now  
>Vin ielele<br>Vin ielele  
>The woods are preparing for war,<br>Right now  
>Vin ielele<p>

Stop trying  
>Stop lying right now<br>Defying  
>You just Stay away from me<p>

Stop trying  
>Stop lying right now<br>Undying  
>You just leave and let me be<br>The night is unfolding it's cloak  
>you're dancing in circles like smoke<br>Immortal and free  
>Just stay away from me!<br>I know  
>Your ways to entice<br>Nude beauties of ice.  
>With bells at your feet<br>You will weave the deceit  
>My love<br>I say!

The song ended, and when Lilly looked she nearly spilt her drink. "Is there something I can do for you?" she asked smugly.

"Hello, I'm Mira, I work for the Mayor-"

"Your Matthews guardian," Lilly blurted out. Then she remember the meeting her and the mayor had a week back.

_Well, aren't you just cute. _"Yes, I am, but that is not why I am here. You seemed lonely back here, and I thought I would be nice."

"Being nice seems like a good idea, but it has a nasty habit of biting," Lilly replied with acid in her voice.

_Now I know by what Regina meant, but I'm going to try my hand though. _"How does sound tonight?" Mira asked.

"I'll pass, your son is way too good for me. I wouldn't be caught dead near him. I'm a freak." Hearing her say those words hit Lilly hard. She knew they weren't true. Getting up Lilly left a five, and made her way. "I have to got to school, but thanks for your offer.

Mira stood up, and blocked the girl's path. "Look I insist you come for dinner, at my place. Matt will be a practice, and I have a few things to tell."

"Like I said, I'll pass."

Feeling the lack of respect Mira grabbed Lilly's arm and dragged over, so only the brunette could hear here. "Look, here you little punk, I'm friends with the Mayor, so all I have to do is rat you. And she'll know of all of your black market purchase." Just then Emma walked in and saw the suspicion activity. Mira let her, and whispered, you have until seven before I call Regina."

Lilly rushed out, without making eye contact with the Sheriff. Placing the headphones back on she turned on the most hard core song she could find. After reaching the school she turned the corner to meet Alicia who look pissed off. Lilly yanked the headphones down, and gave her friend a dorky smile. That didn't seem to work, cause the next thing Lilly knew was the sting of a hand making contact with her face.

"I thought we were friends," Alicia yelled.

"We are," Lilly contoured, rubbing her face.

"Then why didn't you tell me that you and Matt were hanging out?"

"I was going to tell you, but wait how did you find out?"

Another slap made contact. "Chad was ragging on Matt for hanging around a loser and it got me thinking. You have practically been dodging me for a week. I want answer's and I want them now," she demanded.

Taking a few step's Lilly took a deep breath. "Yes, I have been hanging around Matt, but his isn't as much as a jerk as he seems to be."

"That still doesn't make up for not telling me, your best friend," she pouted.

Rubbing her face again Lilly remembered something. "Yes, it does, cause you didn't tell me your dirty little secret till after the fact."

Alicia blushed, "I forgot, sorry."

"Then I'm sorry for not telling you about Matt, but I don't see it working out anyways," Lilly sighed.

"Why," the blonde asked, placing a soothing hand on her friends shoulder.

"His damn guardian is being a bitch, she wants me to come to their place for dinner."

"What are you going to do?"

"I have no choice but to go, even if it turns out to be some sort of trap," Lilly shrugged.

"And if you don't?" Alicia asked worriedly.

"Probably more community service," she laughed. The bell rang, and the two began to walk entrance. "We still good right?" Lilly asked.

"Yeah, but you so owe me," Alicia joked.

"I doubt that."

"How so?" the blonde asked.

"Cause how am I going to explain to Matt that he won't be my first," Lilly reminded.

Blushing again Alicia "Shut up, it's your fault too, since you asked."

As the second bell rang Alicia rushed into the building.

Lilly slowly followed, as she entered the school she thought to herself _What I ever to the Madame Mayor to make her hate me?_

In town hall Madame Mayor was sitting at her desk. With the death of Graham she has no way to relive herself of the tense of Sheriff Swan. Hitting the intercom, she beckoned for Mira. The secretary rushed in. "You called Madame Mayor." Seeing the grimace on the Mayor's face for calling her the Sheriff's nickname that had caught on. "Sorry, Mayor Mills."

"Please call me Regina," she purred.

"Yes, ma'am."

"Did you talk to the girl?"

"Yes, but you were right she is feisty."

"That will change after tonight," Regina mused.

"I'm still a little fuzzy on the plan," Mira confessed.

Chuckling the Mayor explained. "Oh, my little Mistress of the Wind, you tend to forget so easily. All you have to do is make sure you boy hates her gut's. The two can not be together."

"I understand now, but if you don't mind me asking, why did you call me into your office?"

Closing the blinds, Regina went to the door, and locked. "To be honest with you, I need something or _someone_ to rid me of this horrible tension."

Mira blushed at the illicit thought. "You want me to plea-"

Regina cut the sectary off with her lips. "I still have a hour before picking up Henry," she whispered heatedly. "Now, be a dear and turn off that damn light."

Without another word Mira did what mayor said and flicked the light, as Regina locked upon her lips again.

Real quick I thought about including all the little smut detail, but that would have changed the rating. I'm still unsure if I want to do that.


	12. Where the Frost Rose Writhers

A/N: I know it has been forever since I have updated, and I bet I have some angry fans. Sorry. I know most people use the excuse's, but I guess my excuse would be is a lost of interest in this story. After Once Upon A Time did their episode on Beauty and the Beast I figured that story would never amount to much of anything, and I thought my idea just plain sucked.

Chapter 12

Where the Frost Rose Writhes

"Who in this day and age fences?" Alicia asked eating a marshmallow bunny.

"Jocks," Lilly shrugged.

"Only you would know that," the blonde joked.

"Cute," Lilly said rolling her eyes.

"You still stuck with that community service crap right?"

"Yep, twelve more hours."

Alicia sighed, "When this crap is over, you, me, and a chocolate pie are in overdue."

"Agreed."

"Lookout," Chad yelled.

A fencing sword went flying through the air, and lodged itself in the belcher's. Yanking the sword, Lilly stood up enraged. "Hey, jerk, that could have killed someone."

"It's like not anyone would miss you," he sneered.

"I am so sick of you asshole's, thinking that your better then everyone. If your so damn cool, fight me in a match," she taunted.

"Hey, Matt, get me a sword, this lone wolf wants to be the hero."

"Dude, you might get you ass handed to you, "Matt chuckled.

Lilly took the sword, in a fighting stance she said, "Defend yourself."

Chad not one to let a girl get the better of him, crossed blades the outcast. "Your going down, loser."

Lilly thrusted the blade forward, forcing the unprepared jock to loss balance. She smirked, and continued to move forward. Chad backed away, and took the upper hand, by parrying. As the two continued to fight, other's in the yard began to take notice, and soon a group was formed. Clashing swords, and in each other face they pulled back. Both were becoming winded as they separated. "Give up, yet," Lilly asked holding her blade back up.  
>Running hand through his hair Chad replied, "Never." Charging the jock struck his opponents blade forcing her down to one knee. Seeing his on coming victory he brought the sword up for the final blow. In the heat of the moment Lilly kicked him down, and let out a sigh of relief. Standing up, she placed the tip of her sword at his neck. "I win," she smiled triumphantly. Holding her hand, he ignored it, and sat up on his own. Walking away he muttered smugly to himself.<p>

Alicia bounced over, and gave her friend a hug. "Damn, girl you beat a jock."

The crowd began to fade, knowing, and unsatisfied with the victor. "Fair weather loser's," Lilly muttered.

"Don't worry about them, their just jealous. We should get ice cream after class!"

"Can't, I have a dinner date."

"With Matt?" Alicia asked shocked.

"Nope, his creepy guardian."

Six fifty-five and Mira had the table seat for her guest, and the phone in hand. With her free hand she tapped menacingly on the table. A knock upon the door caught her attention. Placing the phone back on the charger, she answered the door to see Lilly. "Evening, Mira" she said.

"Glad to see you made it, my dear," she purred.

Lilly went in to see the normal looking living, the kitchen, and the table that was set with everything, including candles. She glanced down at herself, "I think I'm under dressed."

"Nonsense," Mira chuckled, "You look fine."

The young girl blushed, "Thank you."

At the table Mira pulled out the chair, and gestured, "Please have a seat."

Cautiously she took the seat, and allowed the older woman to push it into the table. The dinner was silent which made Lilly weary of what might come to her. She did not trust the secretary at all. Mira was unhappy that no conversation was being exchanged, and decided to instigate something. She ran her foot up the girls leg, cause Lilly to jump at the contact. "Not enough leg room," she muttered.

"Indeed," Mira replied seductively.

Standing up, Lilly spoke quickly, "You know it's getting late, I should really-"

"But we have not even had dessert."

"I'll pass," she said backing away, towards the door.

Mira sashayed over, and grabbed her prey's arm. "I don't think so darling."

Scared she reached for near by lamp. Mira pinned Lilly to the wall. "Why are you doing this me?" she asked.

"Because, sweetie this what the Mayor wants," she replied with lust in her eyes.

Outside Emma Swan was driving by when a scream sounded in the street. Pulling over she rushed towards the house with gun in hand. Kicking open the door she saw quite a sight. Mira was on the floor, with her hand over her head dramatically, and Lilly with a lamp in her hands. "Put the lamp down, and no one will get hurt."

Lilly saw the Sheriff, and placed the lamp back on the table. "Look, Sheriff, this is an act of self defense. She attacked me."

"No," Mira began to sniffle, "She is crazy, arrest her."

Pulling out the handcuffs Emma sighed, "Turn around Miss. Nightingale."

Sighing she did what Emma said. Feeling the cold handcuffs upon her skin Lilly looked up to see Matt. Shock and disbelief was in his eyes. "What happened?" he asked as Emma began to take the girl away.

"You won't believe me if I told you."

"Your right," he remarked angry. "and I hope I never see you again."

"You probably won't," she said sadly.

Ducking her head to take a seat in Emma's car her gaze meet Mira's who waved, and smirked wickedly. Once in the car, the siren's blared in the night, and the two went to the station.


End file.
